Does the business judgment rule (BJR) protect corporate officers in California? This question is overlooked, yet is important to all executives who do business in California. Under California law, the business judgment rule shields corporate directors from legal liability for decisions that they make in good faith and in the best interests of the corporation....
Read the full article »
What fiduciary duties does the board of directors have to shareholders? Where do these duties come from? Are these duties particular to Delaware corporate law? In a recent post, I discussed the board's fiduciary duties to the corporation. In response, Alex Todd (Twitter handle:@TrustEnabler) asked the three questions above. These questions raise important issues about...
Read the full article »